| A1 | Watching The River Flow
Producer – Leon Russell |
3:34 |
| A2 | Don't Think Twice, It's All Right | 3:38 |
| A3 | Lay Lady Lay | 3:17 |
| A4 | Stuck Inside Of Mobile With The Memphis Blues Again | 7:05 |
| B1 | I'll Be Your Baby Tonight | 2:38 |
| B2 | All I Really Want To Do | 4:02 |
| B3 | My Back Pages | 4:22 |
| B4 | Maggie's Farm | 3:52 |
| B5 | Tonight I'll Be Staying Here With You | 3:23 |
| C1 | She Belongs To Me | 2:48 |
| C2 | All Along The Watchtower | 2:32 |
| C3 | The Mighty Quinn (Quinn, The Eskimo) | 2:45 |
| C4 | Just Like Tom Thumb's Blues | 5:26 |
| C5 | A Hard Rain's A-Gonna Fall | 6:49 |
| D1 | If Not For You | 2:40 |
| D2 | It's All Over Now, Baby Blue | 4:15 |
| D3 | Tomorrow Is A Long Time | 3:03 |
| D4 | When I Paint My Masterpiece
Producer – Leon Russell |
3:24 |
| D5 | I Shall Be Released
Bass, Banjo, Guitar, Harmony Vocals [Vocal Harmony] – Happy Traum |
3:02 |
| D6 | You Ain't Goin' Nowhere
Bass, Banjo, Guitar, Harmony Vocals [Vocal Harmony] – Happy Traum |
2:46 |
| D7 | Down In The Flood
Bass, Banjo, Guitar, Harmony Vocals [Vocal Harmony] – Happy Traum |
2:47 |